CHAPTER I (XXX)

That moment, when not only have you managed to be in a small enclosed space with.. well, less than desirable company, but then it comes to a jolting, shaking, and grinding halt. Your first thought is 'ok, who hit the stop button?' And since it wasn't you, there's only one other possible culprit; so you turn to fix him with a 'what in the name of Neptune was that for' look only to find he's already fixing you with the very same one. Then, before either of you have quite registered it, the lights go out plunging you both in complete darkness. Because, you know, this is your life and the world hates you.

This is exactly the situation that decided to befall two unwitting octopi one evening.

"Oh, just great.." Squidward groaned.

"What.. Th-the.. This is all YOUR fault!" The other snapped in his snooty whine.

"MY fault?!" Squidward couldn't believe what he was hearing. He began to fumble around in the darkness and found something soft.

"HEY! Hands off the goods!" The other snapped, smacking his hand.

"Oh, shut up. I'm trying to get my bearings.." Squidward grumbled.

"Your bearings? Well get them somewhere else!" The wealthy and spoiled Squilliam demanded.

"I'm trying to find the wall.. You know, the one with the control panel?" Squidward ground out.

"Oh.. Uh.." Squilliam grabbed his hands and Squidward felt him move aside. "It should be here." Squidward let the other guide him to the wall, and his hands hit cold, smooth metal. After a moment, Squidward let out an audible growl.

"Oh, NOW what's wrong with you?! You sound like a broken down motorboat!" Squilliam complained.

"There's no control panel here!" Squidward exclaimed.

"What? Well, it WAS behind me when we first started." Squidward turned to face the direction his rival's voice was coming from.

"Are you [i]sure[/i]?" The older octopus questioned.

"Uh, well.. Maybe I moved once or twice." And Squidward smacked himself in the forehead.

He was just about to go back to searching when it seemed Squilliam had already had the same idea. He jumped a good foot in the air as a hand firmly grabbed his hip, fingers digging slightly into his buttocks.

"Holy fish paste! What're you at?" He cried.

"Oh! I'm SO sorry, Squiddy! I was just returning the favor after you grabbed me!"

"I didn't grab your backside!" He exclaimed incredulously.

"Oh, is that what it was? That explains why it was so flabby." Squidward almost choked. He forced himself to take a deep breath, letting it slowly out.

"Ok, look, this isn't getting us anywhere except a little too familiar with each other." He said, trying to focus on the situation at hand.

"So, what do YOU have in mind?"

"I don't know! Shut up and let me think for a moment!" He paused. "Ok, where are you now?"

"Obviously down wind.. Ugh! Do you ever bathe?"

"Ohh!" Squidward cried. Apparently Squilliam wasn't planning to be of any actual use. Squidward took a step back and found the wall behind him and apparently the doors in fact.

"Hmm, why haven't the emergency lights come on?" Squilliam wondered aloud suddenly.

"I, uh.. I don't know." Squidward said, now wondering that himself. "Maybe this one doesn't have any?"

"Of course it does!" Squilliam answered in a tone clearly questioning the other's intelligence. "ALL newer model elevators do!"

"Fine. So why are we standing here in the dark then, Fancyson?" Squidward asked. Then the other bumped into him.

"Oh, do you always have to be in the way?!" The rich octopus demanded.

"Can't you hold still for five seconds?" He answered back.

"Alright, now YOU shut up for a moment." And Squidward closed his mouth, not because he wanted to be obedient towards the other's demands, but because he wanted out of here and arguing wasnt helping anything.

With a hand placed firmly upon his arm, apparently to keep an overview of where he was, the rich octopus began searching the room.

"You nitwit!" Squilliam suddenly snapped at him, startling him slightly. "The control panel's right here not even a foot to your left!" Squidward followed Squilliam and came across it too.

"Oh, well.. Good.." He said, unsure of what to really say. "Then, uh, where's the emergency intercom.." He murmured, and found a button and pushed. It clicked, and echoed, nothing happened. He grumbled and tried another.

"When you're done playing around like a six-month-old, then perhaps it might befall even you that if we have no power, the PHONES WON'T WORK EITHER!" Squidward nearly hit the ceiling, so startled by Squiliam's sudden bellowing. They heard the sound of metal and the elevator seemed to swing ever so slightly. Or maybe they had imagined it.

"Great, I'm going to die with you of all people.." Squidward muttered, keeping his voice low as he felt seriously afraid of upsetting some unseen force and sending them plummeting to their deaths.

"Dramatic much, Squiddy?" Squilliam asked, though Squidward noticed his voice was more hushed than usual too.

"Alright, so I guess all we can do is wait and hope we're rescued soon.." He said and sunk to the ground. A couple beats later and he felt Squilliam do the same, though nearly sitting ON him. He roughly shoved the other aside, almost sending the him sprawling on his face.

"Oh, excuse me!" The rich octopus growled, clearly flustered. " I can't see anything either, you know!" Squilliam settled into his spot with a sigh, and silence fell.

"Well, I.. guess at least we aren't alone.." Squidward ventured half-hearted.

"Speak for yourself." The other complained. "I can think of thousands of other people I'd rather be trapped in an elevator with than you!"

"Well, then why ARE you stuck in here with me?" Squidward couldn't help that Squilliam's words stung just a bit. Primarily because they made it clear that the other wouldn't ever miss a chance to take a jab, even if it meant making an already distasteful situation less so.

"Because you were the only other person ON the elevator, why else? I didn't ASK you to get on, you know!" Squilliam pointed out with a huff.

"Do you always have to try and make others look stupid?"

"Only when they're acting like morons!" Squilliam answered without missing a beat. "Also, if you think that just because we're stuck here we'll have a sweet little heart-to-heart where we tearfully apologize and walk out of here the best of buddies, you can already take that thought and shove it you know where." Squidward just blinked.

"You watch a lot of chick-flicks, don't you?" The older octopus asked. He couldn't see the other's reaction, but the lack of a quick comeback seemed to say he'd hit the other. Then suddenly, the younger octopus literally threw himself on Squidward and wailed.

"Oh, it's true, Squiddy!" He sobbed dramatically. "You've figured me right out! I-I watch girls' shows and cry at the ending! I stop and smell the flowers, watch the sunset and sunrises amazed by the beauty of life and all living things! Oh, how did you know?" Squidward hated Squilliam even more.

"Get off me, you snot!" He growled, trying to shove the other off.

"Oh, I'm so glad we had this talk, my dear Squiddy! Why, it's as though a heavy weight has just been lifted from my shoulders!" The other was going on, and making himself impossible to remove. Squidward suddenly felt panicked. He began struggling desperately against the other, trying to gain some space. When he didn't achieve it quick enough, he took a heavy fighting swing, his fist connecting solidly. The other let out quite the yelp and Squidward found himself free. He scrambled away, panting for air and trying to come back to his senses. He first realized his hand hurt. Then he realized he must've just sucker-punched Squilliam and had no clue where. He let out a long shuddering breath, then strained to try and see or hear what the damage he'd done was. The other was moaning.

"Uh.. Sq-Squilliam..?" He asked, his own voice shaking still from his panic attack. "Are you ok?"

"I.." The other's voice was strained. "I.. can't decide whether to be-be.. impressed, or.. return the sentiment.."

"Uh, did I break anything?" He asked, honestly concerned.

"Just shut up!" The other snapped, and fell into a coughing fit. Squidward scooted closer, reaching out to the other. He had no idea of his rival's condition, but didn't think it sounded good and he was rather ashamed. He found Squilliam's arm and settled in front of him on his knees.

"Squilliam, I.." He began apologetically.

Then, two well placed feet struck him squarely in the chest, knocking him forcefully backwards where he went sprawling on the floor hitting his head with a loud 'whack'. The wind knocked out of him, he lay there in wide-eyed shock. Apparently, the other octopus wasn't too badly damaged. With a pained moan, he struggled to raise his head, gasping for breath. He began coughing now. But, though it hurt, apparently nothing was broken. He forced himself to sit up.

"You.." He strained, wheezing slightly. "Are.. A jerk.."

"Yeah, then don't ever hit me again." Squilliam said, apparently fully recovered, and his tone dead serious.

"I.. I wouldn't have.." Squidward began, trying to explain. "If you.. You would've let me go.."

"I wasn't hurting you!" Squilliam instantly snapped.

"I'm claustrophobic, you rich snob!" Squidward had found his strength again.

"Oh.." Squilliam said. And Squidward waited for some snide comment from the other. When it didn't come, Squidward dared to go on.

"Look, I'm sorry I hit you, I couldn't help it, I was panicking.. I-". And a tentacle clamped over his mouth, silencing his attempts to explain himself. He'd not heard Squilliam move, and was startled slightly.

"It's fine." The other said firmly, then released him, leaving him a little flabbergasted. Did it mean Squilliam understood? Or maybe he'd hit him much harder than the other was letting on?

"Uh, where did I hit you?" He asked.

"In the gut." The other answered. "Where else?"

"I don't know. I just swung! It could've been the nose or something." The other then began to laugh, to his astonishment. "Well, glad to see someone's amused." He grumbled. The other sat next to him, putting his arm around Squidward.

"Oh, it's actually hilarious!" The younger octopus said as Squidward began growling and attempting to shrug off the arm. "You see, I always expected you probably hit like a girl!"

"What?!" Squidward took the bait. "I'll have you know, Mr. Fancyson.." He began and the other laughed again.

"And you DO!" Squidward sputtered, taken aback.

"Ohh!" He hissed. "Just get your tentacles off me!" He gave the other a hard shove. To his surprise, Squilliam released him.

"By the way, Squiddy; the best drop kick I ever had came from a girl." Squidward's mouth fell open.

"Wait.. A girl kicked you?" He asked, incredulous. "Why on earth would a girl want to kick you?"

"She found me in bed with her boyfriend and apparently didn't appreciate it." The other deadpanned. Squidward choked, now completely unable to believe what he was hearing.

"Ok.. I.. just landed in the WRONG movie.." Was all he could say. The other octopus didn't elaborate and finally he just had to try and get this to make some sense, somehow. "Okay, first..!" He began. "If you're pulling my tentacle, then you have a sick sense of humor! And if you're NOT, then you are just plain sick and that's way too much information now! What would make you think I'd want to hear something like that?" He cried.

"You asked, Squiddy-dear." The other answered calmly, then Squidward felt him scoot up close again and lightly caress his arm. "Intregued by the thought? I COULD make this situation [i]very pleasant[/i] for you, you know." Squidward gawked into the darkness, then exploded.

"Get away from me, for the love of Neptune!" He scrambled to the other side of the elevator until his back slammed against the wall. The other laughed, though didn't follow. He couldn't see the self-satisfied grin that was plastered on the younger octopus' face.

After a few long minutes of horrified silence, Squidward finally spoke up again. "Ok, lets get one thing straight even if it's not you.." He began and the other chuckled at his pun. ".. As long as we're stuck here, you stay over there as far away from me as possible. And keep your tentacles to yourself!"

"Works for me." The other said, without hesitation.

"Er.. It does?" Squidward asked, suspicous.

"Of course it does! I don't want to be here with you either!" The other said as though it should be plain to see.

"But-but, then... What was that about making this pleasant for me?" He asked, completely baffled by his rival now.

"Are you saying you're reconsidering my offer?" Squilliam asked in a silky voice.

"No!" He cried.

"Good." The younger one said. "Because out of all the things I'd like to do to you right now, making any of them pleasant for you does not play a role." Squidward couldn't decide if that was reassuring or even more unsettling. He let out a sigh of long-suffering, so tired of Squilliam's games and wondering how he always managed to fall headfirst right into them. It was certainly going to be a long, long wait until they were rescued.

They sat for the next hour in silence, neither even moving really, when suddenly Squidward's stomach rumbled. In the silence, it was as though a whole pride of lions had roared and he wanted to die. Predictably, the other had something to say about it.

"Please tell me you're just hungry and not about to be sick." Squilliam said, and Squidward saw his chance.

"Actually, you know.." He began, sounding completely serious. "I think that cream they served at lunch might've been a little sour.." One beat passed.

"I will kill you, I swear to Neptune.." Squilliam's horrified voice broke through the darkness. Squidward moved, edging closer to Squilliam.

"I..I'm really not feeling well.." He managed an alarmed voice as he reached out and fumbled until his hand landed firmly on the other's slender shoulder. He gripped it tightly. "I..I.." He couldn't see his rival, but could feel the shoulder beneath his hand, with all it's muscles taut so tight they felt like they could snap at any moment. He could hear that Squilliam had forgotten how to breathe, could hear a slight gurgle in his throat as though the other was desperately trying to find his voice and failing completely. Squidward went on. "Sq-Squilliam.. Help.. I-I'm gonna.." And he lost the fight, collapsing heavily on top of the other in a massive fit of laughter. He clung to the younger octopus helplessly, knowing he was probably about to be clobbered and not caring in the slightest. Anything to have made Squilliam Fancyson squirm. Suddenly, the other went slack beneath him and both crumpled to the floor, Squidward's laughter caught in his throat. He pushed himself up slightly and nudged the other's limp body.

"Oh.. you.. You fainted! I don't believe it!" He cried in realization and collapsed again in laughter, head in the other's chest. Squilliam Fancyson was a fainter! Not that he hadn't seen it before, but to have it happen again was just astounding.

When he was finally able to get control, he pushed himself up and off his rival. He still couldn't believe it. However, he had to make sure the other was actually ok. Not that he should end up choking or unable to breathe. He carefully moved him, pulling Squilliam's head into his lap. The other was breathing fine, luckily; so Squidward simply sat there waiting for the other to come to again. As he pondered it, he had to admit there was something unexpectedly cute about it. Squilliam was completely helpless. At his mercy. Fully dependent on his bitter rival Squidward. Not that Squidward had it in him to take advantage of the situation in any way, but he enjoyed the feeling of empowerment it gave him.

Then, too much time to think about his KO'd rival now, he began wondering about the conversation earlier. Could Squilliam actually be, well.. Swing the other way? The idea struck him as odd. It would explain a few things, though. Like why Squidward couldn't remember seeing him with a girlfriend since highschool. Although, neither could he recall seeing him with a boyfriend either. Perhaps the rich and famous Fancyson kept it secret? That would also make a lot of sense. Keep potential scandals at bay and the precious rep intact. Squidward started feeling a little bitter, as he always did when confronted with Squilliam's success. He sighed and forced the thoughts aside. They were of no good to him at the moment and the fact was that here and now, he and Squilliam were equals, both trapped there in complete darkness. Not knowing what their ultimate fate would be. Squilliam's fame and fortune couldn't help him right now any more than Squidward's lack thereof could hinder him.

Thinking about it like that, Squidward felt a little sheepish about the mean joke he'd just played on the other. Still, he quickly reminded himself, he'd had it coming. He just, perhaps, shouldn't pull any more.

He felt the other stir slightly, then moan.

"Hey, sleeping beauty." He said. "Glad you're waking up on your own, I was almost afraid I'd have to kiss you." He couldn't help teasing.

"Wha.. Kiss me..?" Squilliam apparently wasn't quite all there yet.

"Well, if you really insist."

"Ah.. Shut up.." Squilliam groaned groggily. "What happened to me..? Where am I..?" Squidward blinked.

"You're stuck in an elevator with no power, and you fainted. We're the only two here." He explained.

"Oh.. That explains it.." He said, then began to push himself up.

"Woah! Easy there. Take it slowly or else you'll be right back in my lap." Squidward said, attempting to help support the other. Squilliam managed to sit up. "Are you ok? How do you feel?"

"Wait a moment.." Squilliam began, clearly fully coming to. "What do you care?"

"Because we're stuck alone together in a dark elevator?" Squidward explained, incredulous.

"Did you hurl on me?" Squilliam growled.

"No, that was a joke. I'm fine." Squidward admitted. Squilliam let out an audible sigh of relief. Squidward went on, deciding to pitch an idea to his rival. "Look, much as I hate you, we're both stuck in this together for Neptune knows how long. I don't much want to spend the rest of it bickering with you." He paused to make sure Squilliam was keeping up so far.

"So?" The other asked.

"If we - and I can't believe I'm saying this - but if we work together we might be able to come up with a solution." He waited one moment, then added. "Or at least not be at each other's throats the whole time.."

"Why, Squiddy! Are you proposing a.." Squilliam held it dramatically. "..TRUCE?"

"Yes." Squidward said, unable to keep the irritation out of his voice. "Or we can just sit on opposite sides of the elevator in bitter silence, if that suits your fancy better."

"Hmm.." The younger octopus began thoughtfully. Squidward waited, and the other seemed perfectly content to let him wait a few minutes. Finally he continued. "Well, I guess the sooner I'm out of this and rid of you, the better." Squidward nodded, then remembered the other couldn't see it.

"Yeah, those were my thoughts.." He said. "But there is one thing I would like to know for sure.." He felt weird, but it was apparently going to eat at him.

"Go on?" The other prompted impatiently as Squidward tried to find the words.

"Um, well.. Are you really..? D-do you really..? Don't you..?" He groaned, he had no clue how to ask.

"Gee, Squiddy; that was so very clear.. Let me think about it for a moment!" The other said, voice dripping with sarcasm.

"Oh, tartar sauce! This is difficult, ok?!" He also knew he probably shouldn't be asking, but he'd already made up his mind. He swollowed hard, then tried again. "Ok, do you really sleep with men?" Be blurted out in one breath.

"Oh, that." The other said, his voice giving no indication as to what he thought about the question. "Well, Squiddy; you see, it's like this: If I told you, I'd have to kiss you." Squidward gawked. Then quickly realized that, from Squilliam, that told him nothing.

"Ohh..! Would you just give me a straight answer already?!" He cried.

"Obviously not if I'm gay, Squiddy." The other teased. Squidward smacked his forehead.

"Well, then by that logic, you're wiggly!-Curvy! - Oh, fish paste! G-GAY!" Squidward cried completely flustered. Squilliam was laughing.

"You know, you ARE actually pretty cute when you're off guard like this." Squilliam said.

"How can you even tell? It's pitch black in here!"

"I don't have to see you with my eyes to know your brow is wet, or that your shoulders are hiked up to your chin. Or how you're cringing now." Squilliam pointed out.

"Wha-what are you? Some kind of stalker? Have you memorized my every move?"

"Oh, come on! It's not like YOU haven't done the same with ME." Squidward started slightly, embarrassed. The younger octopus went on. "And I know you DO! I've seen the way you savor any moment when something goes wrong for me. Memorizing every little teeny tiny detail to paint a complete and descript masterpiece of Schadenfreude in your mind." Squidward felt more than a little disgusted with himself, for Squilliam's words were true.

"Well.. You deserve it.." He said weakly.

"Because I'VE succeeded everywhere you've failed, Squiddy?" Squilliam asked pleasantly.

"Because you rub my nose in it every chance YOU get too!" Squidward corrected.

"Only 'cause you make it SO easy."

"I'm always protesting to it!" Squidward cried.

"Exactly. Why do you think it's so much fun? You let it really get right under your suction cups." Squidward didn't know what to say. It was the truth, he was extremely envious.

The two then sat for a few moments in complete silence. Squidward finally broke it. "Alright, we'll just drop that topic, I guess.." He trailed off, feeling completely miserable. Then he heard the other get up and walk around, suction-cupped feet sticking to the floor. "What are you doing?" He asked. The other nearly stepped on him, and he scrambled to get out of the way, and slammed into a wall in the darkness. "Oww..." He moaned.

"Oh, here we go.." The other was saying, then seemed to halt. "Squiddy?" He heard the other walking again, then suddenly two hands pulled him to his feet. "Look, if you'd kindly get control of your self-loathing and not try killing yourself for a moment, I could use your help over here." He then let Squidward go and walked off.

"Uh.. Where are you?" Squidward asked. Without a word, the other walked back over, took his hand and led him back over. Squidward heard the sound of metal on metal and a grunt from the other. The wealthy octopus then guided Squidward's hands to what the older octopus realized with a start was a knife handle.

"So, here. Help me pry this thing open." He said, placing his own hands firmly over Squidward's.

"Uh, wait. What are we doing? And where'd you find the knife?" He other sighed in annoyance.

"I ALWAYS have a knife in my pocket." He growled. "And we're going to remove this panel so I can try and get to the emergency alarm and turn it on manually." He explained. Squidward was both astonished and doubtful.

"And how do you plan to do that when we can't see?"

"Oh, would you just shut up and pull already?!" - Squidward gave a defeated sigh and braced himself. "On three: One, two, three, Pull!" Both strained, grunting as they pulled, eight legs pushing against the wall. The panel suddenly gave, sending both octopi sprawling onto the floor with the knife flying from their hands. With a clatter, it landed between their heads, hitting both as it ricocheted.

Squidward lay in startled shock, hardly daring to believe he'd survived a wild knife in the darkness.

"Ohh.." He heard Squilliam moan in pain. "That could've gone better.."

"Yeah, it could've gone a lot worse too." Squidward pointed out. "Brilliant execution, Fancyson."

"Oh, just shut it!" The younger octopus said, sitting up. "You search for the knife while I get to work on the wires." He commanded, then left Squidward's side. Squidward heard him shove the panel aside, and finally he got to his knees and began searching around for said knife as he'd been instructed.

In the dark, it took him a good few minutes to find it, and just as he did, he heard Squilliam's impatient voice.

"Well? Have you found it yet?" And Squidward picked it up, carefully closing it and got to his feet.

"Yeah, just now." He answered.

"Then bring it over here! I need it!" And Squidward carefully made his way over to the other, ultimately bumping into him. "Oh, watch it!"

"Maybe you haven't noticed yet, but it's kind of hard to!" Squidward snapped in defense. With a growl, the other reached out for Squidward, finding his chest and causing the other to jump. "Would you just give me the knife already?!" Squilliam seemed to be searching for Squidward's hand and the older octopus grabbed the wrist of the roving hand and slapped the knife firmly in Squilliam's palm. Squilliam then turned and knelt back down, getting to work.

"You know, if you manage to electrocute yourself on a live wire, I'm just going to laugh." Squidward said.

"I'm not going for the big cables, kelp-for-brains!" Squilliam growled. "I'm just going after the emergency alarm system, like I already told you!" Squidward just shook his head and waited. He found it highly dubious that Squilliam even had a clue what he was doing.

After a few long minutes, Squilliam let out a frustrated cry and must've slammed his fist against the wall, the sudden sound making Squidward jump.

"Having problems, Fancyson?" Squidward asked, unable to keep the amusement out of his voice.

"I'm having a hard time finding the righ- Y-OW!" He cried as a little spark lit the darkness for a second. "Well, at least we know there's some power here.." He observed, groaning from the light zap he'd received.

"Ok, if you're not an electrician, you ought to seriously stop now." Squidward said.

"Why, Squiddy! I didn't know you cared! I'm touched!" And Squidward rolled his eyes.

"I don't! But if you accidentally disengage the breaks or something.." He didn't have to finish that explanation, and heard the other give a defeated sigh.

"So, what do YOU think we should do then?" The unibrowed octopus demanded.

"I.. I really don't know. Wait. They most certainly realize the elevator's out of order, so surely they'll be working on the problem from their end."

"Hmm.."

"Besides, no one's going to be leaving YOU trapped anywhere for long." Squidward pointed out bitterly.

"If they knew I was HERE."

"Well, they know that you're not wherever you're supposed to be, so they're surely searching for their precious celebrity." Then Squdward thought of something. "Say, where ARE supposed to be anyway?" He'd not known his rival was here until literally the moment he'd stepped on the elevator with him.

"Oh, they're hosting a meeting of ALL the big musicians a couple floors up." Squilliam said smugly. "I was personally invited!" That figured, Squidward thought enviously. "But what are YOU doing here?"

"I'm here for the musical instrument sale." He said miserably.

"Oh, yes. I will be personally doing demos on the clarinets!" Squilliam boasted. Squidward sighed and found a spot on the floor to sulk. To his surprise and displeasure, Squilliam followed and sat beside him. "Alas, I'm sure we've missed that by now." His tone sounded dejected too.

"Why do you keep sitting next to me?" Squidward groused.

"If this elevator suddenly falls, I want to be sure I'll have a soft landing!" Squilliam answered.

"Oh, just get away from me.." Squidward grumbled.

"Besides, what else is there to do? May as well enjoy the company." Squidward gawked at him.

"Since when do you enjoy MY company?"

"Oh, I don't. It just seemed like the proper thing to say."

"Would you just leave me alone?" And adding to his already worn nerves, the other octopus put his arm around Squidward's shoulders.

"Now, now. We've gotta find a way to pass the time SOMEHOW." Squidward removed the arm and shoved it to Squilliam's chest.

"Fine, just keep your tentacles to yourself!" Squidward insisted. To his relief, Squilliam did this time. Both sighed in the darkness.

"Say," Squilliam suddenly broke the silence. "We could try and climb out of here through the emergency door on the ceiling!" Squidward felt the other stand up and he got up too. "Shrimp! It's too high.. I'm gonna need your help to reach."

"What?" Squidward asked, not liking where this was going.

"I need you to lift me up."

"Why would *I* lift YOU up?" Squidward demanded.

"'Cause I'm not lifting YOU up! So, do you want out of here or not?" Squidward groaned.

"Fine!" The two moved to what they hoped was the middle of the room. He dropped to two knees so Squilliam could climb to his shoulders. "Just hurry it up!" Without a word, Squilliam stepped onto his knees, then up onto his shoulders. Squidward instantly realized his rival had amazing balance, as Squilliam stood there with not even the slightest falter.

"Tartar sauce! I still can't reach!" Squilliam complained. Then before Squidward could suggest giving up, his rival went on. "Stand up, would you?"

"Uh.. Ok.." He said. He began to raise himself slowly, though struggling with Squilliam's entire weight on him. He finally managed and, despite it being anything but graceful, Squilliam was still balancing securely on his shoulders.

"Hmm.." Squilliam was saying. "Oh, here we go!" And after a moment, Squidward heard a panel being opened and without a word, Squilliam's feet suddenly left his shoulders as he pulled himself up. "Well, this is just great." Came the echoing grumble.

"What is it?" Squidward called up.

"It's pitch black here too! Usually elevator tunnels are lit just for occasions like this! - Well, I'm coming back down; you still standing there?" He asked.

"Yeah, exactly where you left me." And with that, he felt Squilliam's feet as they came to settle carefully back on his shoulders. "Should I lower you to the ground?"

"Not necessary, Squiddy-dear." And with that, Squilliam jumped to the floor in front of Squidward, twisting in the air so that he was facing the older octopus. "Anyway, this is frustrating.. I don't want to go fumbling blindly around a dark elevator shaft where one misstep could result in you or I plunging to our death.." Squidward blinked. Squilliam was actually concerned about him falling? That seemed odd. He wasn't about to look a gift seahorse in the mouth though, nor was he willing to invite the other to take it back.

"BTW, your balance is impeccable." He said. He didn't like complimenting his rival, but was genuinely impressed and perhaps feeling ever-so-slightly sentimental considering their predicament. "I was concerned you'd fall as I was trying to stand up, but you didn't teeter at all - and that in the dark, too."

"I'm a dancer, Squiddy. I regularly do more complicated stuff than that in my routines." Squilliam explained.

"In the dark?" He asked.

"Not usually." Squidward blinked. No jabs? No boasting? That was certainly unusual for his rival. With a sigh, Squilliam left and the older octopus heard him sit down. Squidward followed, careful not to step on the other and settled down next to him.

For what seemed like hours, neither spoke. The first sound was a yawn, which quickly infected the other.

"By Davy Jones' locker, I'm tired." Squilliam complained. "And it's so bloody cold in here." Squidward had to agree and lightly patted his rival's shoulder. He realized with a start that Squilliam was shivering. Well, dress suits weren't known to be warm, and Squidward had a long sleeved turtleneck. Unable not to feel a little concerned, he put his arm around the slender millionaire and pulled him close. To his surprise, the other didn't protest and, in fact, seemed to cuddle to him. Squidward was grateful no one was there to see them like this - provided anyone who would've been there with them could've seen anything to begin with.

Finally Squilliam spoke, but it was not some sort of jab or tease or whatever that Squidward would've expected. "I wonder if we're gonna be here all night.."

"I don't know, but it's starting to look that way." Squidward admitted unhappily.

"That's sure odd.. There's no way they could've missed my absense by now, or?" Squidward had a hard time believing his ears, for his rival sounded decidedly unhappy and unsure.

"I highly doubt they've forgotten you. You're Squilliam Fancyson, after all, beloved by everyone in Bikini Bottom and probably the rest of the ocean as well." Squidward said miserably.

"Beloved by everyone but you." Squilliam said.

"Yeah, well, you don't like me either." He grumbled.

"You know, you're actually wrong. Well, not exactly wrong - I hate you - but I love to hate you." Squilliam was saying.

"I'm charmed." Squidward rolled his eyes.

"You're the only person who doesn't throw himself at my feet."

"Because I hate you, remember?" Squidward said. "You're a snooty, rich snob who's so full of himself and never gave a second thought to anyone but yourself."

"All very true." Squilliam replied, leaving Squidward astounded.

"Well, if you KNOW it's true, then why act that way?" Squidward wanted to know.

"Because that's what everyone expects. Oh, I don't expect you to understand, don't worry. You've no experience with being a fabulous celebrity." Squidward sighed in frustration. Squilliam wasn't done. "But let me remind you I'm not quite as bad as you've got me pegged, for I DID clean up all of Bikini Bottom, after all; and that was with my very own two hands."

"Why did you, anyway? That doesn't fit with Mr. Only-Cares-About-Himself Fancyson."

"Quite simply, because I'm NOT just an egomaniac."

"But you're definitely [i]also[/i] an egomaniac." Squidward said.

"And unlike you, I've never tried to paint myself as something I'm not, Mr. I-Own-A-Five-Star-Restaurant Tentacles."

"Hey, I admitted it at the end!"

"Yeah, AFTER you tried to make me put my foot in my mouth in front of everyone!"

"You deserved it! You're always rubbing things in my face trying to humiliate me!" By now, Squidward was getting angry at Squilliam. The only thing keeping him from withdrawing, was that his rival was still shivering hard against him and even with his warm shirt, Squidward was aware that the temperature was dropping rapidly. It was going to be a very cold night and staying in contact to keep warm was a wise idea.

"Guilty as charged. But you never miss a chance to try and show me up, regardless of how pathetic it'll make you look in the end. You even tried to steal my identity!" Squilliam snapped. Squidward sighed, remembering that and feeling sheepish about it. He'd even gotten arrested for it, although, aside from a few days behind bars, he'd pretty much gotten away with a mere slap on the wrist. Suddenly a thought hit Squidward, jolting him.

"You.. You never pressed charges for that, did you?" That was the only explanation.

"Bingo."

"Why not? You could certainly have put me behind bars for the rest of my days, if you'd wanted!" He was certain Squilliam had sufficient connections and influence.

"Well, you were stopped before you could do any damage.." The wealthy octopus began. "And copy IS the highest form of flattery, after all. - Even if the powdered wig was tasteless."

"I wasn't trying to flatter you! I was doing it for myself and to show our town some real music!" Squidward insisted.

"Well, if you want to be behind bars again so bad, I can easily arrange it when we get out of here." Squilliam said, he then laid his head on Squidward's shoulder. "Davy Jones, I'm still cold!"

"What could you possibly have on me now?" Squidward asked.

"Oh, just the kidnap and rape of a celebrity." The millionaire replied casually as he snuggled close to Squidward, wrapping his arms around the older octopus' waist.

"What?" Squidward cried, attempting to free himself. "I haven't kidnapped you and I certainly am not going to rape you - ew! - Where would you even get an idea like that?"

"That's what YOU say, but who knows what you're really planning in that sick mind of yours." Squidward huffily gave up trying to free himself from the still freezing Squilliam. Had to keep his claustrophobia in check.

"Oh, stop flattering yourself, already! Even if I would be the type to force myself upon someone - which I'm NOT! - it surely wouldn't be you!" Squidward was horrified.

"Oh, that's too bad." Squidward gawked in the darkness, he couldn't believe his ears.

"What, are you serious? Do you actually WANT me to force myself upon you?"

"As long as you promise to be gentle - it's my first time." Squilliam's tone cutesy as he clung tightly to his rival.

"How is it rape if it's gentle?" Then he nearly crapped himself when Squilliam's arm left his waist and he suddenly felt a cold blade at his throat. The younger octopus moved, then straddled Squidward's lap, leaning in close where he hissed.

"Shall I show you?" Squidward's blood froze in his veins and he lost his voice. He just gaped in sheer terror as the other caressed his chest, knife still held to his throat. "I'll bet that right now," Squilliam went on. "That right now, no matter how gently I'd take you, you'd feel quite misused." Squidward had no words. "I can already smell your fear, Squiddy." He leaned even closer and sniffed loudly at his cheek. "Sweet sweet petrification." Squidward couldn't believe the situation he'd found himself in, couldn't believe just how terrifying and sadistic his rival could be. He didn't know if Squilliam was really capable of something like that, but his cold hissed threats were quite convincing along with the blade held menacingly to his flesh. He seriously wanted nothing more than to beat Squilliam to a bloody mess, but had his doubts he could seriously take on the other - not to mention, Squilliam had the knife. Squilliam leaned back a little and spoke in a regular tone. "Anyway, now that I've made my point -" he traced the blade lightly against Squidward's tender jugular. Emphasizing the word 'point'. "- I'm going to put the knife away now, and you're going to continue keeping me warm like before. Understood?" He instructed. Squidward squeaked a yes. Of course, anything that'd get the knife put away. "I'm considering that a promise." And he withdrew the blade and Squidward heard him close it. He then dismounted and resumed his earlier position at Squidward's side, slipping his arms back around him and cuddling to him. Squidward finally let out the long, relieved breath he'd been holding.

Once he found his voice, he had to confront his rival. He was still very jolted. "I ought to clobber you for that, you jerk." His shaky voice was far less intimidating than he'd wanted. "Have you ever actually forced yourself upon someone before?"

"Uh-uh. Wouldn't ever need to. People are easy for me. Everyone wants to sleep with Squilliam Fancyson." He said simply, resting his head against Squidward's shoulder as though what had just transpired was nothing out of the ordinary to him.

"Ok.. Would you really have.. Just now.. To a guy? One you hate?" Squidward asked, he was in desperate need of some sort of reassurance that he wasnt going to have be watching his back for the rest of the time they were stuck there.

"Hate, love.. It really all has nothing to do with rape, neither emotion ever stopped someone. In fact, they just get mixed up in it." Squilliam replied. Squidward did not find any of that to be reassuring.

"Would you really do something like that to me?!" He demanded, his voice higher pitched than he'd wanted. He felt sick.

"Oh, Squiddy, relax." Squilliam said. "I've never had to force anyone to sleep with me, and I'm not going to start now, sheesh. I don't even want to sleep with you!" Squidward sighed. Well, that was certainly good to hear. It made having Squilliam's slender body pressed so tightly against his own slightly less disquieting. The whole thing did remind him of the fact that he'd never gotten a strai- oh, fish paste, a direct answer as to whether he was gay or not.

"Ok, so you don't rape, but you sleep with girls' boyfriends?"

"Just one time." Squilliam said and Squidward just blinked.

"Seriously?"

"Well, yeah.. I mean, there aren't all THAT many guys who're dating girls and still like men, after all." Squidward wasn't sure what was more shocking: That his rival was seemingly gay, or that he was telling Squidward such things.

"You really sleep with men?"

"Oh, Squidward. You can be so slow, sometimes!"

"Well, pardon me if I have trouble with the news that Squilliam Fancyson, my life long rival since highschool has apparently been a closet gay all this time!" Squidward cried.

"Oh, I'm not a closet gay." Squilliam was saying.

"Wait, so you've announced it to the world? Where'd I miss that one?!"

"Oh, no; I haven't announced it. My love life has no business in the public eye." He replied.

"Yet you're telling me? What makes you think I won't go spilling to the press as soon as we get out of here? You know, that'd certainly help my cause to be the one to expose Squilliam Fancyson."

"Because, as much as you hate me, even you won't sink that level." Squilliam answered.

"Are you really sure about that? Because I'm not." He felt the slender octopus tense up slightly. But then he spoke, his tone sure.

"By the time we get out of here, we'll have bonded just enough that you won't want to."

"I highly doubt that." Squidward said. "And I also doubt there's anything you could say to convince me otherwise. I have an excellent tool to use against you now.." As soon as Squidward had said it, he desperately wished he'd used a different choice of words. "Weapon!" He quickly corrected.

"Then why did you pull me to you when you realized I was shivering earlier?" Squilliam began. "Why not just leave me to freeze if you have no concern for me?" Squidward sighed, he had no idea. Squilliam apparently thought he did however. "Because, you don't like to see me truly suffer!. You want to beat me, to one-up me and watch me squirm, certainly; but you want to play it according to the rules! It's our game. Getting under the other's skin, embarrassing, irritating, and driving ourselves crazy over it; but never truly crushing or breaking the other. The same reason I've never pressed charges against you for your barnacle brained schemes." Squidward had no idea if Squilliam's analysis was right or not - he was more amazed that his rival had put that much thought into it. This whole trapped in the elevator alone together thing was so awkward. He sighed, not in defeat, he just had a lot to think about. All of it made him feel defeated, overwhelmed. There was so much about Squilliam he'd just never let himself see before.

He couldn't help but remember how Squilliam had so expertly balanced on his shoulders earlier. Or the creepy and horrifying way he'd so effectively intimidated Squidward with the knife, yet clearly had no real ill-will or intentions to have made good the threats he was so convincingly hissing at Squidward. The wealthy octopus clearly knew how to act a role. Squilliam was also intelligent and resourceful. He'd come up with the idea of escaping into the shaft, and had been able to locate the opening in the dark. He'd also dropped the plan not wishing to risk either of their lives by trying to navigate in complete darkness. Squilliam was also shivering more, teeth chattering, he realized. He sighed.

"Come on.. Get on my lap so I can put both arms around your.. It'll be warmer than the floor.." He said. Squilliam didn't need to be told twice and curled up against Squidward's chest. Squidward wished he'd had a blanket. He rubbed the other's arm briskly, trying to generate some friction to warm the other a little. They were in this together, as much as they didn't like it, and cooperation was the only option.

At some point Squidward realized Squilliam had fallen asleep in his arms. He could hardly believe it, for that had to take trust, didn't it? Or maybe the wealthy octopus was just that exhausted? Squidward didn't know. Oh well, at least his rival wasnt freezing so badly, anymore; and the warmth generated by two bodies was welcome to Squidward too.

Hours past with no rescue. With a start, Squidward realized he'd dozed off too. He yawned, wondering what time it was. But, in the pitch black and without a watch, there was no telling. He also had no idea how long he'd slept. He didn't feel refreshed, but that was most certainly due to the uncomfortable floor and wall, and having a full grown man sleeping on him. Squilliam wasn't exactly heavy, but nonetheless.

It hit him out of nowhere that he'd been enjoying the scent of whatever cologne Squilliam was wearing. He wondered what it was, something that cost more that Squidward's house, probably. Then again, he thought he recognized it somehow. There was the slightest hint of spice in a pleasant musk.

You knew your life hated you when you found yourself enjoying the scent of your male rival's perfume. And found the feel of his body in your arms to not be quite as unpleasant as you'd have imagined. Squilliam WAS attractive, even Squidward had always known that. For a male octopus, his body was gorgeous. Muscles toned in the compact and elegant form of a dancer. Squilliam was not lazy, despite being spoiled with his massive wealth. He also knew Squilliam had an award winning smile and a charisma with which he could charm almost anyone. He also had a rotten temper, given to comical childish outbursts. And then here he was, curled up on the lap of his own rival for warmth.. And Squidward almost wondered if not secretly for comfort too, perhaps. But that was probably just wishful thinking. Wishful? Squidward wondered surprised. Well, it'd certainly be flattering if Squilliam were to seek Squidward's comforting. If he thought about it, he could almost imagine Squilliam to be the type who did need comfort from others. Well, he certainly needed others to feed his super-inflated ego, that was obvious. Squidward remembered how Squilliam had acted after losing to Squidward. When Squidward had been crowned as House Fancy Prince instead of Squilliam, the rich octopus had crumpled to the ground wailing like a baby, apparently not caring who saw that humiliating display.

Thinking back on it now, winning that had apparently meant a lot to his rival. It'd meant a lot to Squidward, too - though the true reward had been beating his rival. That had been more important, more satisfying than the trophy itself. Still, right now, that all seemed superficial and fake. It was his rival whom he was stuck with, and his rival who was cooperating with him to get out. Not to mention, his rival's attractive body that was in his arms right now.. Oh, Squidward! You're losing your mind, obviously, he tried to snap himself out of it. Squilliam probably wore pheromones along with his cologne, that had to be it, Squidward decided. The younger octopus stirred finally, yawning. To Squidward's surprise, he nuzzled his neck and kissed.

"Mmm.." He murmured. "What's that new perfume, Paul." Squidward blinked. Who was Paul?

"Squilliam..!" He began, attempting to bring the other to his senses. Squilliam stiffened.

"Squiddy? What on earth.." He started, sounding very groggy. "I slept with YOU?"

"So to say, but not the way you're apparently thinking."

"Wait, so I didn't get laid?"

"No!" Squidward was exasperated. "We're stuck in an elevator, remember? I was trying to keep you from freezing to death in the cold and you fell asleep here in my lap!"

"Oh.." The other said, sounding almost as though he was sorry not to have gotten laid by Squidward. Squilliam stretched and seemed to come fully to his senses. "Well, Squiddy, you do make a nice, warm bed."

"Wonderful.. So happy for you.." Squilliam carefully got up.

"So, still no sign of rescue, huh?" Squilliam observed alloud. Squidward shook his head, then remembered the other couldn't see it.

"Not yet, obviously." He said, then decided to get to his feet. However, after a spending so long on the floor, his body wasn't listening to him. He grunted as he tried to force his legs beneath him and raise himself only to realize they were numb as he crumpled back to the floor with a startled yelp. Suddenly, Squilliam was at his side and helping him sit up.

"Are you okay?" His rival asked.

"My legs have all fallen asleep, and I'm so stiff from sitting here so long holding you." He said, his voice slightly pained.

"Then just relax." Squilliam said softly and before the older octopus could ask, began massaging Squidward's legs. He was deft at it, clearly knew what he was doing. "We've gotta get the blood flowing through them." He explained. Squidward grit his teeth as the pins and needles feeling started. However, instead of being unbearable, Squilliam's continued ministrations seemed to also lessen the impact. Squilliam finally stopped. "Better?" Squidward moved his legs.

"Yeah, actually.." He replied.

"Good, then let's get you on your feet. Careful, take it easy." Squilliam had stood up and took Squidward's arms. The older octopus tentatively tried to stand while the other supported him, then helped by pulling him to his feet. Oh, it felt good to stand! Squidward thought. Squilliam continued supporting him, keeping him steady. "How is it? You got it?" He asked.

"I-I think so, yes." Squilliam didn't let go.

"Then let's walk a few steps." Squilliam said and tugged Squidward's arm. Carefully he took a few steps. Then, Squilliam lead him once around the room in a full circle.

"How're you now?" Squilliam asked.

"Just great. Everything's fine now.." He said then bit his lip. With a sigh he spoke to his rival. "Look, thank you.. Whatever you did there.. Really helped. And you probably think I'm just an old, decrepit octopus, don't you?"

"What? No. After holding me all night, it's no surprise your legs had no circulation. I'm just glad there seems to have been no lasting damage." Squilliam replied and Squidward blinked.

"Well, you're massaging was like magic." He said.

"I just stimulated blood flow."

"And somehow kept it from being excruciating." Squidward added.

"Either way, age had nothing to do with it. The very same would've happened to me." Squilliam said, shrugging off the compliment for a reason Squidward couldn't fathom. "Eh, I am SO hungry!" Squilliam suddenly complained. Squidward sighed. He was hungry too, and thirsty, but there wasn't much to be done about it. Suddenly Squilliam spoke up with a request. "Would you lift me up to the ceiling again?"

"I guess.." Squidward said, wondering what the other had in mind. He knelt on two knees as he'd done yesterday. "So, come here then." The younger mounted him as he had the day before, displaying once again his perfect balance. Squidward stood up, struggling just as much, if not more than he had last time. Squilliam managed to maintain his perch. Once he'd stood up fully, Squidward spoke. "Sorry about that, it's more weight than I'm used to carrying."

"It's alright. Now if you'll excuse me for a minute or two, I need to take a leak."

"What? Where are you going to do that?" Squilliam lifted himself up out of the elevator.

"Into the shaft, where else?"

"Uh, ok.. I guess." Squidward said, astounded.

"Don't worry, I'll help you up here in a moment too. Just, excuse me." And Squidward heard the suction-cupped feet walking around on the roof of their car.

A couple minutes passed, then Squilliam spoke again. "So, your turn, Squiddy." He said.

"How am I supposed to get up there?" He asked. He doubted he'd be capable of Squilliam's shoulder-balancing act.

"Just reach up and give me your hands." He blinked but decided to just see what would happen. He reached up.

"Ok, but I can't see your hands." Suddenly, Squilliam's brushed against his and the other octopus grasped his wrists firmly.

"Alright, you grab my wrists too." He said, and Squidward obeyed. "Now, I'm going to try and pull you up." Squilliam said, and before Squidward could say anything, added. "Get ready.. Now!" Grunting, Squilliam began to pull. To Squidward's astonishment, he began to left in the air. Grunting in exertion, Squilliam pulled managed to pull him through the opening. Throught grit teeth, he spoke. "Hang on to the roof now.." And as Squilliam released one hand, Squidward used it to support himself on the roof. Same with the other one. He then began to try and hoist himself up, which Squilliam quickly helped with, grasping Squidward beneath his shoulders and pulling with him. Soon Squidward was standing on the roof in utter darkness. "So, come." Squilliam linked his elbow with Squidward's and guided him a few steps in one direction. He followed more than a little nervously. "Ok, no further. You can pee here."

"Um, okay.." He swollowed.

"Listen, I'm going to stay up here and nearby, just in case; but I can't see you."

"Alright.." He gave in, deciding it better to not wander around blindly out here. Squilliam generally seemed quite adept at orienting himself in the darkness which made him a valuable asset considering. Squidward went ahead and finished his business, trying not to think about how tasteless this was. When he was done, he spoke. "Ok, uh.. Finished.." He said, cheeks heating up. The other was back at his side and carefully lead him away from the edge.

"Look, you sit down here and wait for me, please. I just found a ladder." He replied.

"You found a ladder?" Squidward inquired, astounded.

"Yes. Maybe if I can get to the level just above, I can pry the doors apart and free us." He said, to which Squidward had a stipulation.

"I'm coming with you."

"What? Are you crazy? I don't even know if the ladder's safe or what I'll run into on it..!" He cried. Squidward took firm hold of the other's shoulders.

"Exactly why I'm coming. If you should need my help suddenly, I want to be there. And if we make it to any doors, then you might need my help getting them open." He explained and the other sighed.

"Fine, as you wish." Then he took Squidward's hand and guided him over. He found the latter again and directed Squidward's hand to it. "So, I'll go first and you follow." He said.

"Alright." And Squilliam crawled up. Squidward then followed, placing his two left feet onto a wrung.

They climbed for a good five minutes, the levels in this building being set rather far apart to accommodate it's unusually high ceilings. Finally, Squilliam exclaimed.

"Found some doors, I think! Quick, crawl up here beside me." He said and Squidward began climbing with a gulp, discovering Squilliam had made room by standing with only his two right feet supporting him. "Feel this, Squiddy? I think it's doors, don't you?" Squidward felt around where Squilliam had indicated. Sure enough, it could be doors, though it was difficult to be sure. He heard the sound of Squilliam jamming something metallic into it, and knew it must've been his knife again. He then strained, grunting. Squidward followed his arm to the knife and, carefully bracing himself, making sure his perch was secure, put his hand over Squilliam's and they both began working on the doors. It took all their combined strength, but finally the doors seemed to give way. Eyes shut and teeth grit tightly, every muscle in their bodies taut, with each slipping a hand between as they managed to crack them and pulling the doors apart.

When the doors finally disappeared into the wall, both almost collapsed from the exertion, panting heavily. Then they made the mistake of opening their eyes. It wasnt bright, but to four fully opened pupils who'd spent countless hours accustomed to nothing but black, it left them both crying out, eyes stinging and watering.

"Ok, we need to rethink this strategy." Squilliam said. "I recommend crawling out of this shaft while keeping our eyes shut." Squilliam said. Squidward merely nodded and grunted his agreement, the brightness behind his pupils bad enough as it is. Squilliam went first and Squidward followed. Then both collapsed onto the carpeted floor in the hallway, side by side. They lay there in silence for a good 15 to 20 mins, just recovering and letting their eyes slowly and safely adjust to the unusually dim lighting.

"Wait a sec.. What in Neptune's name is going on here?" Squilliam's voice. Squidward opened his eyes, daring a look and was astonished. There was no lighting, just sunlight from a window at the far end of the hall. There were no signs of life whatsoever, and there was an odd scent in the air. Both got to their feet wide-eyed. Squilliam began walking in the opposite direction of the window.

"Wait, where're you going?" Squidward quickly caught up with him.

"I'm hungry." And Squidward gawked.

"So, what? Trying to find and raid the kitchen or what?" They turned a corner and Squilliam exclaimed happily.

"There we go!" Squidward looked.

"A vending machine. Brilliant." He said. "What makes you think it'll work without power?" He asked as Squilliam was looking around. He peered around the far side of the machine and then reached for something out of Squidward's line of vision. The wealthy octopus spoke.

"Oh, I'm not planning to PAY, Squiddy-dear!" He withdrew a fire extinguisher, Squidward nearly jumped, gasping.

"What do you think you're going to do with that?" Without a word, Squilliam gave it a mighty swing, striking the machine. The glass didn't give, so Squilliam tried a few more times. Squidward then stopped him.

"That's enforced glass, you'll never be able to break it like that." Squidward pointed out. Squilliam dropped the extinguisher and rubbed his chin thoughtfully scrutinizing the machine for a moment, then he suddenly snapped his fingers and took his knife out. Squidward sighed.

"You're not going to be able to cut or pry it open either.." He groaned.

"I'm not going to try that.." He was running his hand along the frame, looking closely as though searching for something. "I'm going to.. just.." He raised the knife and with sudden force, jammed the blade deep into the crack between door and frame. Then with a jerk of his wrist, something snapped and the door popped open. "..Unlock it!" Squidward gaped. Squilliam then helped himself to some of the contents and turned grinning smugly as he put the knife away. "Breakfast is my treat!" Squidward picked out a few items, trying not to think about how much trouble they could get into. They sat on the floor and began eating junk food.

"We still need to find something to drink, though." Squidward commented later.

"That trick won't work with the soda machine, unfortunately." Squilliam said.

"So, we find some restrooms." Squidward said.

"Restrooms? I am NOT drinking out of a toilet!" Squilliam gasped.

"Oh, not the toilets! The sinks, you wise cracker!" Squidward said.

"Provided the pump functions without electricity." Squilliam pointed out. Squidward groaned, as that was a valid point. "We first need to get a better assessment of the situation. Where is everyone, for example." Squilliam said.

"And what's that smell." Squidward added.

"Oh, that's from a gas line that's leaking somewhere - don't light a match!" And Squidward gaped in alarm, jumping to his feet.

"And we're sitting here eating in it and breathing it?"

"Oh, it's not concentrated! We're just picking up slight traces, nothing more! - It's harmless at this level!" He added as Squidward still looked horrified. Then he stood up and slid an arm around his rival. "Look, I'm serious. You don't really think I'd hang around if I thought there was any actual danger to my health, do you?" He pointed out and Squidward sighed.

"I guess you have a point.." He doubted very much that Squilliam was in the habit of such risks.

"So, you see? Stick with me and you'll be fine! But, now, lets go find out what's going on here." The two had finished and so Squidward followed his rival.

It was odd, he'd expected that as soon as they were free of the elevator, that they'd have went their seperate ways. Squilliam all gushing it up before the cameras, as everyone would certainly want to hear about the celebrity's ordeal. He never thought they'd still be cooperating. Or still alone in what was quickly appearing to be an empty hotel/restaurant/party hall. As they explored, they took the stairs, wanting to investigate every level. Then eventually tried a room which was obviously the VIP suite.

"Oh, look at this, Squiddy! We could have a nice nap here - in class!" He exclaimed over the massive bed. Squidward, who hadn't had it quite as comfortable as his rival last night, looked at it longingly. Squilliam was observing him and sighed. He shut the door, then took Squidward's hand and lead him to the bed. Squilliam turned down the covers, crawled in and patted the other side of the bed. "Come. Take a rest, I'll keep an eye out." He explained. Squidward wrung his hands together, not sure how he felt crawling into a bed with the other man. Squilliam apparently read it on his face. "Oh, come on, already! If I didn't molest you last night as you held me in your arms, I'm not going to do so now! I'm just going to be here where it's comfortable and you just sleep! - Oh!" The wealthy octopus suddenly sprung from the bed and ran over and opened what Squidward realized all at once was a wet bar. His rival procured two bottles of water and brought one back to Squidward. The two then took a long drink in silence. Finally, Squidward gave in and crawled in bed with Squilliam. He rolled onto his side, closed his eyes and succumbed to exhaustion and being overwhelmed by the past day. He never noticed as his rival leaned over and lightly kissed his forehead. His tired and overwhelmed mind began playing odd, disquieting dreams.. specifically about his rival.

The dreams were intense, and not at all the type he should've been having. Hot, close, his scent in his nose, hands, massaging... Unmentionables reacting, hard..

Squidward suddenly awakened with an alarmed start.

"Squiddy? Bad dreams?" He heard Squilliam's voice and gaped at him in horror. He then swallowed and forced himself to calm down.

"I-I.. Should take a cold shower.." He murmured. Instead, he pushed himself up and reached for his water bottle, taking a long drink.

"Oh, I doubt the showers are working." He heard the other say. He turned and looked at him, then felt his cheeks growing hot as Squilliam was smiling at him in an almost knowing way. Squilliam then laid down on his side and grinned coyly up at his rival. Squidward just blinked. "So, morning problems, hm?" Squidward's cheeks were red. "You know, there are ways of dealing with it.." He gaped. Was Squilliam flirting with him?

"Squi-Squilliam, I.." How was he going to say it. He just blurted it out all at once. "I don't go for guys!" Squilliam was undaunted. He stretched out luxiously, positioning himself in a very come-hither way that accentuated his gorgeous body. Squidward shook his head, trying to clear it. He was NOT attracted to his rival! He was.. He was.. Uh..! Squilliam was sitting up again and scooting close to him. His arm slipped around Squidward and the other reached up and caressed his cheek. Squidward was at a complete loss for words, he couldn't believe Squilliam was flirting with him. He also couldn't believe he found the idea almost appealing. He was not gay, by golly! There was that scent of his cologne again.. "H-how can you even.. me.. you.." And Squilliam apparently decided there had been enough talking, for he leaned in and to Squidward's utter surprise, was pressing his supple lips against the other's. Squidward froze. Squilliam's hand slid behind his head as he kissed his rival passionately. Oh, those perfect lips... Squidward tried to fight what he so desired. This was wrong, they were rivals, they hated each other.. And he was not gay! He felt that gorgeous body press against his.. Felt the other guide him down onto his back on the bed and mount him. Felt the younger straddle him.. pressing his lithe body intimitely against his own, whilst never breaking the kiss. And with one last frustrated moan, Squidward succumbed, returning the kiss passionantly as Squilliam lit him on fire with his lips and soon hands, which began roving boldly over the older octopus' body. Squidward realized instantly that Squilliam was an expert here too, for he seemed to know exactly how to touch in a way that drove Squidward wild. Soon clothing was being removed and Squidward neither could nor wanted to stop.

As the his shirt was removed and he lay there completely naked under the other, he could hardly breathe. He felt extremely self concious about his body as the other gazed down at him, raking him with his lusty gaze.

"I.. Squilliam.." He whimpered.

"You're gorgeous, Squiddy." The other breathed. Then Squilliam removed the last of his clothing and Squidward choked. Squilliam was even more gorgeous than he'd ever thought. Everything about him was perfect, and Squidward felt even worse.

"I.." He began, his voice hoarse from that lump in his throat and the rushing of his blood. The other grinned.

"So, like what you see, hmm?" The millionaire purred.

"I.." Squidward was helpless, stunned. The other began sensuously running his hands over his own body and Squidward watched as though hypnotized. He followed the hands with his eyes, over the gorgeous chest, the trim waist, the groin with it's.. Oh god! He shut his eyes tight, embarrassed to look at the sight of Squilliam's generous manhood. Squidward felt even more inadequate. Everything about Squilliam was just perfect.

"Oh, no, Squiddy-dear." The other breathed. "I want you to look at me!" He commanded. Squidward's eyes snapped open and he looked up at Squilliam, meeting the other's eyes. He was trembling.

"Squilliam, I.." His throat constricted painfully. Squilliam leaned back down and kissed him, with a helpless cry, he returned it. Squilliam was passionant, and so bold with his hands, he slid one down to where Squidward's own erect member was. Squidward gasped as the other caressed it.

"Sss-Squilliam.." He plead into the other's mouth. Squilliam withdrew, but still so close. He touched Squidward's lips.

"Shhhh, Squiddy.." He breathed. Then he kissed Squidward again, then moved to kiss his chin, placing one hand on Squidward's shoulders and the other now caressed over his chest. The kisses moved from his chin to his jaw, to his neck. He felt his rival's teeth as he nibbled, sending chills up Squidward's spine. Then kissed down to his shoulders, then down to his chest. Squidward gasped as Squilliam kissed a nipple, then licked the sensitive flesh. Squidward could only gasp. Squilliam tended to one, then the other, and then slowly down Squidward's body. He felt the other scoot down his legs as his kisses neared Squidward's abdomen. The kisses were tender, slightly sucking, and wet as the millionaire tasted the other's smooth flesh. Then Squilliam took Squidward's member in his hand again, startling the older octopus.

"Squilliam.." He plead again, his voice hoarse and trembling. "We shouldn't.." Squilliam grinned hungrily at him, and then electricity ran through his entire being as the hot liquid flames that was Squilliam's mouth enveloped his head. "Oh, Neptune!" He cried out. He was lost as the other began pleasuring him. Sucking, and sliding him into his mouth bit by bit. Squidward could only throw his head back, eyes shut, mouth open as pleasure engulfed him. He wanted to cry as he realized with a start that his entire length was buried in Squilliam's mouth. He shuddered. Oh, he wanted more. The other gave it to him, beginning a glorious up and down that brought him to instinctively rock his hips matching Squilliam's rhythm. As this continued, he had the horrible realization that this was almost too much for him, his body was ready to squirt. Oh, please.. He thought desperately. Not like a horny teen getting his first sexual encounter! Anything but that! Squilliam gave him a little pause. Then continued again after the older octopus was back in grip. And this continued, him feeling ready to explode, and Squilliam controlling it, halting him from tumbling over the edge. He had no idea how long this went on, but oh Neptune, it was good. Suddenly, the other kicked up the pace instead of giving him another break. And Squidward shortly could only helplessly fly over the edge into an intense climax, pumping his seed into the other's mouth. He was lost. He didn't register as the other sucked the last drops from him, only aware of the intense pleasure that choked him. He then started as the other suddenly kissed his lips, then thrust his tongue into Squidward's open mouth. Squidward jolted as he tasted his orgasm, not snowballed, but could taste the traces of himself on Squilliam's tongue. He was beyond caring. He just wanted to hold and kiss the other, thank him for the pleasure. He felt the other adjust, spreading his knees apart. He let it, making room as Squilliam moved between his legs. The other sat up and grinned.

"Enjoyed yourself?" The millionaire licked his lips. Squidward just nodded, he couldn't speak. "Excellent." Squilliam purred. "I enjoyed you too, so tasty. But now.." His tentacle traced an inner thigh. "It's MY turn." Squidward looked up at him questioningly. Squilliam retrieved something from the pocket of his dress coat and Squidward's heart stopped as he thought it was the knife. But Squilliam held up a little bottle which he opened and began squeezing its contents onto his erect member. After a moment of dumbfounded gaping as the millionaire slowly and indulgently spread it over his entire length, Squidward realized with a start that it was lube.

"Wha-what are you.." He began. The other looked at him lustfully as he continued caressing himself.

"I'm going to.." The other breathed, tantalizingly. Then reached down between Squidward's legs and teased his hole with a lubed finger, spreading the moisture all over the entrance. Squidward knew what he wanted, and wanted to protest, yet the look in his rival's eyes, the naked desire and pure adoration as he gazed at Squidward's body and most intimate parts, soothed away his doubts. "I'm going to take you to paradise." Squilliam was so honest here, so clearly enchanted with him.. It warmed Squidward.. He felt secure, safe with his rival. So, as he felt the finger ease inside him, he relaxed. "Ohh, Squiddy.." The other breathed, his voice thick with desire as he now began spreading the moisture inside Squidward. "By Neptune, you are breathtaking.. So sexy.." He could barely believe his ears.

"I-I am?"

"You are." The other affirmed. "I can't wait to take you.." He then removed his finger and lowered himself over Squidward. He gazed into the cashier's eyes. Squidward started as he felt the other move the tip of his member to his entrance.

"Squilliam, I-I don't think I c-can.." He gasped, afraid. But the look in Squilliam's eyes was warm, lustful, and reassuring.

"I won't hurt you, Squiddy, I promise. Just relax and trust me. You'll like it." The soothing tone helped. Squidward then nodded, trying to relax. The other smiled and, very gently began easing forward. Slowly, with none of the urgency Squidward would have expected. Squidward grit his teeth, afraid as it got more intense.. It was going to hurt! Squilliam was...

"T-too big..!"

"Relax, Squiddy. Just relax." The other reassured him. "I won't hurt you. Just relax and enjoy.. My Squiddy.." Squidward couldn't help it, he felt reassured. Squilliam was so controlled as he eased further in. To Squidward's complete astonishment, his body opened and Squilliam's tip slid fully in. He gasped and the other remained still, letting him get used to it. "See? And you feel simply incroyable!"

Once Squidward had fully relaxed again, and was sure it wasn't hurting, Squilliam began to ease further in. Squidward could hardly breathe, barely able to believe what he and his rival were doing. Squilliam laid back down upon him, and slid in half way, then eased back out to only his tip was inside the other, and in again. With each slow entry, he went in a little deeper. Soon, Squidward gasped as he felt Squilliam bury himself fully inside him, all the way to the hilt, hips against his thighs and Squidward's balls against the other's pelvis. Not painfully pinched, just touching. Squilliam's breath slightly shuddering. The millionaire held still again, to savor the moment and began kissing Squidward again. Squidward returned it. Then Squilliam resumed, moving slowly in and out, picking up a comfortable rhythm. Then all at once, Squilliam's little gasps erupted into lustful moans. Squidward, however, had been focused on what was going on down below, and gasped, surprised at how good this too felt.

"Why, Squiddy!" Squilliam's voice suddenly broke in as the the younger octopus halted. Squidward looked up to see the millionaire grinning down at him. "You ARE a lusty one, aren't you?" Squilliam purred, reached between them and took hold of Squidward's newly hardening member. "Oh, yes! Very nice, Squiddy! Incroyable!" Squidward blushed, and Squilliam kissed him. Then resumed, this time stroking Squidward whilst. Squidward closed his eyes again, losing himself to the pleasure, his lover's ever increasing moans in his ears.

Soon, Squilliam was thrusting in and out, faster and faster. What squidward couldn't help, was that it felt good, apparently, there was something inside that every time Squilliam's member rubbed it, drove him to ecstasy. And Squilliam was loud, very loud - it wasn't gasping, anymore, but loud moans, and calling his name frequently.

"Squiddy - ah! Yes! Ohhh! Ah.. Ahh, mmm! Yes! Oui! Oui! Squi.. Squidward! Uhhh!"

Squidward was nowhere near so loud, but eagerly shared the passion. Squilliam was fucking him and stroking him, he wasn't sure how his rival could pull both off simultaneously, but he apparently could very well. Squidward wasn't sure which one of them came first, but he would never forget the moment his rival kicked into high gear and shortly thereafter, with a loud moan and strong shudder, collapsed upon him, gasping for breath and trembling as he filled the cashier with his seed. Still panting, he noticed a sticky substance between them, from his own cum. They held each other tight, as they recovered. As soon as they could breathe somewhat, they were kissing. Squidward felt the other's flesh softening inside him. Then Squilliam pulled himself up to look at him, and he opened his eyes to meet the other's.

"Squiddy.. My Squiddy.." The younger octopus murmured, gazing adoringly and looking satisfied. After a few more moments, Squilliam spoke again. "Stay relaxed.. I-I'm pulling out now.." Though it hardly mattered, as the other was soft and Squidward's body didn't protest in any way. Squilliam moved off him, laying next to him on the outside of the bed. Squilliam then quickly pulled him close. The two snuggled..

Afterwards, laying in each others arms, sweaty and still catching their breath, Squidward began to feel bad. What they'd just done had been beyond incredible, but it was so very wrong. He couldn't believe he'd fallen for his rival, that he'd done something he'd always thought perverse. He'd slept with a guy, and had enjoyed every forbidden touch, kiss.. every passionant and needy second. His rival's agile body even more amazing than he'd imaged.

As Squilliam held him so tight, adoringly nuzzling his neck, he forced himself to just drop his worries for now and snuggle back. The deed had been done, for better or worse, and there was no erasing it. Best to just enjoy the affection and aftermath as long as it lasted. He'd never been treated the way Squilliam had just done, taken to levels of pleasure he hadn't known existed.

He sighed again, defeated and spent as the wealthy octopus kissed his neck, then drew back and smiled pleasantly at him. "So, not too shabby, eh, Squiddy-dear?"

"Um.. well.. it.." Squidward didn't know what to say.. Now it was going to get awkward. "I can't believe we actually just did that.." He finally said.

"I can't believe it took us so long. How did I never realize before just how very sexy you are?" Squilliam wondered aloud, Squidward's jaw dropped.

"I-I'm sexy?" He asked incredulous, it didn't matter that it'd been said before, he couldn't believe it still.. Squilliam looked at him, narrowing his eyes for a moment. He raised his head.

"You didn't know that?" He asked and Squidward shrugged.

"I never thought you'd say it.." He trailed off. The truth was, Squidward thought he was a work of art, but he'd always seemed to be alone in that opinion. A fact that hasn't been missed on him.. And Squilliam was perfect, with his compact, agile dancer's body, his flawlessly smooth skin, and generous endowments.

"Me either." Squilliam admitted. "But you are. Especially when you're helpless in the throes of passion." Squidward blushed.

"Y-you are too, Squilliam." He admitted, and his cheeks certainly couldn't have been much redder over the whole thing.. "Your body's incredible." Squilliam beamed, an honest smile that struck Squidward. "But, uh, surely you knew that already..?"

"Oh, of course." Squilliam grinned. "But I never thought YOU'D say it." Squidward looked at him and couldn't help a little chuckle over the other's playfulness. Then he sighed. He still felt self concous about his body and...

"I.. I'm small, aren't I?" He was referring to his member.

"What?" Squilliam asked.

"I.. I mean.. down there.." He was scared. Squilliam looked down, then back to him. He chuckled, hugging the other.

"Well, we both know who is the most fabulous and fancy, don't we?" Squilliam gushed. Squidward nodded, groaning sadly. "But, you rival me." Squidward's eyes shot to the other's.

"Wha..? I-I do?" He croaked.

"Yes, Squiddy-dear! You do. You're easily as big as me." Was that another joke? Just leading him up to crush him? He didn't dare ask. The problem was that something had happened, and it wasn't just horniness. Squidward had.. had given him everything, and he was jolted..

He knew he was about the same size, when erect, anyway, had seen it.. but he felt insecure still.. particularly next to the perfect and fabulous Squilliam Fancyson, who always seemed to shine so radiantly over anyone and everyone else.

"So, what happens from here? How's it supposed to go now?" He dared to ask.

"What do you mean?"

"You know; between us!" He snapped. "Do we go back to our old ways pretending this never happened? Or what?"

"I hadn't thought about that yet." Squilliam admitted. "It wasn't planned on my end either."

"You were hitting on me, throwing yourself at me!" Squidward reminded him. "How was that not planned?"

"I didn't expect you to wake up with a raging boner next to me!" Squidward just blinked. "I was expecting to just let you sleep whilst I kept a look out."

"So do you throw yourself at every guy who's horny around you?" The look on Squilliam's face was unreadable. The younger octopus sighed, laying back down against the pillow. Then spoke in a distant voice.

"Only those who selflessly stay up all night keeping me warm." After a few moments of silence where Squidward mulled that over, Squilliam continued. "I've never had to throw myself at anyone, before... They always threw themselves at me."

"And I was so easy.." Squidward said miserably.

"What?! Hardly!" Squilliam shot in. "You lasted an entire night alone and in close proximity and still were considering refusing me! Not to mention all those years!" Squidward sighed, feeling meloncholy that Squilliam had it so easy.

"So, you've had a lot of lovers, huh?"

"I.." Squilliam started, then raised himself up to one elbow to look the older octopus in the eye. "None as amazing and sweet as you.." He admitted and Squidward blinked.

"Huh?" He wasn't sure he'd heard right. Surely Squidward couldn't be that good, he had no experience with guys before, and not all that much with women either. Squilliam was caressing the side of his head.

"You're positively intoxicating." Squilliam said. Squidward couldn't help himself, he reached up and pulled the other in for a kiss. Squilliam returned the kiss.

When they parted, Squidward looked up at him. "I.." He began, feeling sad again. The future was now so unclear.. He didn't want to go back to fighting with the other, not now that there was something Squilliam could really use against him. He'd be crushed. Squilliam hugged him.

"Oh, Squiddy.." He said happily, then yawned.

"But still, how's it supposed to go from here? Are we rivals? Is this left as a one night stand?"

"Hmm.." Squilliam seemed to be thinking about it. "A one night stand would be kind of a pity, don't you think?" Squidward wasn't sure how he felt.

"I don't know.. I still can't believe I slept with you one time already.." He trailed off. Then added after a bit. "But you were right about one thing: I don't have the heart anymore to expose you.." Squilliam smiled.

"I knew you wouldn't." Squidward paused as an unpleasant thought came to his mind.

"Wait, did you seduce me just so I WOULDN'T expose you?" He questioned. The other shot him a glare.

"Paranoid much?"

"Well? Did you?" Squidward demanded.

"Now I'm really insulted! You think I had ulterior motives? After ALL we've just been through together?" Squilliam looked more than a little genuinely hurt and Squidward sighed.

"I guess not.." He said miserably. "I just don't even know what to expect. This is all new and strange and more than a little baffling! I don't even know what to think!" Squidward exclaimed. Then something dawned on him. "Oh, shrimp! I've suddenly gotta go pee.." Squilliam chuckled and released him. He got up and groaned loud, aware of an ache in an unmentionable area. Squilliam was grinning at him. He huffed and went to the bathroom. When he returned and crawled into back into the bed, he groaned, rubbing his backside. "That is so weird, you know that?" Squilliam laughed.

"Well, I WAS trying to be gentle on your first time." He said.

"Well: Failed. And it's slimy.."

"You weren't complaining during!"

"I-it wasn't a problem then!"

"Oh, Squiddy..! It's normal, it'll feel weird for a few hours, then it'll be fine. Or does it hurt intensely?" He looked genuinely concerned.

"No.. It just aches a little.. And feels really weird." Squilliam hugged him tighter, caressing the back of his head lovingly.

"That's good. Yes, that's perfectly normal the first time. Your muscles aren't used to the workout yet. And the 'slime' is from me.. A love note, if you will." Squilliam wiggled his unibrow suggestively. Squidward blushed furiously. Nothing more to say, the two laid together in silence, enjoying being close.

Finally both got up, cleaned up as best they could (Squilliam cleaning the climax from Squidward's tummy with his tongue) and sought out their clothing. As nice as it might've been to stay there in each other's arms forever, they agreed the situation was a little more pressing. They needed to check the rest of the hotel, find out if there may be anyone else trapped somewhere.. And find out, of course, why the heck it seemed abandoned. What all had happened while they were trapped in the dark elevator. Peaking out windows revealed nothing out of the ordinary.